Modelo - Relatorio Avaliacao Faculdade
Transcription
Modelo - Relatorio Avaliacao Faculdade
Appraisal REPORT: Hospital Brasil Rua Coronel Fernando Prestes, 1177 Vila Assunção – Santo André/SP Prepared For: Date: December 18, 2012 Alameda Araguaia, 2.044 Bloco 1 – conjuntos 1.311 e 1.312 CEP: 06455-000, Barueri, SP Phone: 55 /11/ 2078-3120 São Paulo, December 18, 2012. North West Att.: Gerson Amado Phone: (11) 3443-7801 E-mail: Gerson.amado@nwvp.com APPRAISAL REPORT OF A COMMERCIAL PROPERTY LOCATED AT RUA CORONEL FERNANDO PRESTES 1177 (HOSPITAL E MATERNIDADE BRASIL AND SUPPORTING BUILDINGS IN THE NEIGHBORHOOD), LOCATED IN THE DISTRICT OF VILA ASSUNÇÃO, IN THE CITY OF SANTO ANDRÉ, STATE OF SÃO PAULO Gentlemen, In response to your request, Cushman & Wakefield is pleased to submit a report on the market appraisal for the purchase/sale or lease of the properties above. This Appraisal was prepared based on information available in the market and obtained from contacts with brokers and other professionals that specialize in the local market. This report was prepared for North West, and is exclusively for Client use. The publication or distribution of all or part of this study to third parties is prohibited unless authorized in writing by Cushman & Wakefield. The “User,” as defined in this assessment, is NorthWest Value Partners Inc and any of its affiliates, including but not limited to NorthWest International Healthcare Properties REIT (the “User”). This report is intended only for the use and benefit of the User, and any other party specifically identified in writing by the User for its public market and financing activities. Cushman cannot and will not be liable for unauthorized reliance by any other third party. We would like to thank you for this opportunity and would be happy to answer any questions you may have. Sincerely, Joana Silva Coordinator, Valuation & Advisory Cushman & Wakefield, Brasil Rogério Cerreti, MRICS Director, Valuation & Advisory Cushman & Wakefield, Brasil North West EXECUTIVE SUMMARY DATE OF THE APPRAISAL: December 18, 2012 DATE OF THE INSPECTION: July 20, 2012 TYPE OF PROPERTY: Commercial Properties OBJECTIVE: Determine the free market value (Fair Value) for the purchase/sale or lease of the property APPROACH: Sale/Lease Comparison Approach, Replacement Cost Approach and Income Capitalization Approach ADDRESS: Hospital e Maternidade Brasil Rua Coronel Fernando Prestes, 1177, Vila Assunção, Santo André, SP DESCRIPTION OF THE PROPERTIES: Hospital e Maternidade Brasil – Santo André: NOTE: Description: This is a commercial property comprised of 2 main buildings, currently used as a hospital. In addition to the 2 main buildings there are 29 other properties in the surrounding region that are used for parking, medical offices, administration, support functions, etc. On a plot of land: 2,962.00 sq. meters (according to the documents sent by the client), which agrees with the property description Total Built Area: 28,948.53 sq. meters (according to the documents sent by the client), which agrees with the property description Areas are based on client information, and were not independently verified on-site. DOCUMENTATION: Hospital e Maternidade Brasil – Santo André: Registration: Santo André Property Registrar, numbers 73.880; 15.982; 38.133; 25.517; 61.366; 36.463; 55.919; 74.228; 64.666; 22.426; 34.253; 17.985; 67.992; 72.902; 15.127; 50.518; 45.965; 16.487; 43.287 and 53.087. Taxes and Fees: 2012 Property Tax Notices numbers: 0.15.100.052.0; 0.15.100.046.0; 0.15.100.047.0; 0.15.100.015.0; 0.15.100.051.0; 0.15.166.006.0; 0.15.166.023.0; 0.15.167.016.0; 0.15.102.034.0; 0.15.102.041.0; 0.15.102.051.0; 0.15.144.033.0; 0.15.099.009.0; 0.15.099.010.0; 0.15.084.445.0; 0.15.084.135.0; 0.15.084.444.0; 0.15.099.018.0; 0.15.099.017.0; and 0.15.098.003.0. Lease Agreements Lease agreements for buildings 15, 27, 28 and 29. North West Other data: Area Chart Hospital Revamping and Expansion Project. ZONING: See the corresponding item in the report MARKET: See the corresponding item in the report REPORT: MARKET VALUE FOR LEASING PROPERTY (R$/MONTH) R$ 2.135.583,33 (TWO MILLION ONE HUNDRED AND THRITY FIVE TOUSAND FIVE HUNDRED AND EIGHTY THREE REAIS) A MONTH MARKET VALUE FOR THE SALE OF THE PROPERTIES (R$) R$ 255.026.000,00 (TWO HUNDRED AND FIFTY FIVE MILLION TWENTY SIX TOUSAND REAIS) North West CONTENTS 1. Objective 6 2. Approach 7 METHODS TO IDENTIFY THE VALUE OF AN ASSET, ITS FRUITS AND RIGHTS METHODS TO IDENTIFY THE COST OF AN ASSET METHODS TO IDENTIFY FEASIBILITY INDICATORS OF THE ECONOMIC USE OF A DEVELOPMENT TECHNICAL DEFINITIONS APPLICATION OF THE METHODOLOGY VALUATION SPECIFICATIONS 7 7 8 8 8 8 3. Premises and Disclaimers 9 4. Hospital e Maternidade Brasil 10 4.1. Location 11 SITUATION NEIGHBORHOOD OCCUPATION PUBLIC UTILITIES TRANSPORTATION 4.2. 11 12 12 12 Description of the Property: 13 BUILDINGS AREA CHART 4.3. 13 31 Documentation 33 PROPERTY REGISTRATION TAXES AND FEES LEASE AGREEMENTS OTHER 4.4. 33 34 35 35 Urban Planning 36 RESTRICTIONS REGARDING USE RESTRICTIONS ON URBAN QUALIFICATION ZONES 4.5. Market 37 37 38 BRAZILIAN ECONOMIC SCENARIO GENERAL INFORMATION ABOUT SANTO ANDRÉ BRAZILIAN INVESTMENT MARKET THE HEALTHCARE INDUSTRY GENERAL INDICATORS 38 38 39 40 41 THE REAL ESTATE MARKET IN THE REGION SUPPLY AND DEMAND 42 42 5. Additional Information 43 5.1. Tenant description 44 North West 6. Appraisal 46 DETERMINATION OF THE PURCHASE/SALE VALUE - INCOME CAPITALIZATION APPROACH BASED ON A DISCOUNTED CASH FLOW DETERMINATION OF THE SALES VALUE USING THE REPLACEMENT COST APPROACH 7. Final Valuation Conclusion 47 49 53 Attachment I - Photographic Report Attachment II – Discounted Cash Flow Attachment III – Sample Handling – Replacement Cost Attachment IV – Valuation Specification - NBR 14,653-2/11 North West 6 1. Objective In response to your request, herein we report the "free market value" (fair value) for the purchase/sale or lease of the three properties below: HOSPITAL BRASIL, located at Rua Coronel Fernando Prestes 1177 (Hospital e Maternidade Brasil and supporting buildings in the neighborhood), located in the district of Vila Assunção, in the city of Santo André, in the state of São Paulo North West 7 2. Approach The approach used for this effort consisted of an analysis of the physical characteristics of the properties and of information collected in the market. This information was processed to determine the final value of the properties. This methodology complies with Brazilian Standards Association (ABNT - Associação Brasileira de Normas Técnicas) NBRs 14,653-1/2001 and 14.653-2/2011. Below we describe the normal appraisal procedures employed to assess the value of an asset, its fruits and rights, as well as the method used to determine feasibility indicators, as required by applicable standards: METHODS TO IDENTIFY THE VALUE OF AN ASSET, ITS FRUITS AND RIGHTS SALE/LEASE COMPARISON APPROACH This approach calculates the market value of an asset by adjusting the attributes of comparable elements in a sample. RESIDUAL APPROACH This approach uses a feasibility study to establish the market value of an asset based on its highest and best use, using a hypothetical development of comparable characteristics to those of the asset in question, and the situation of the market of which it is part, using different feasible scenarios for the construction and sale of the product. REPLACEMENT COST APPROACH This approach calculates the value of an asset as the sum of the value of its components. If the object of the appraisal is to determine the market value, then factors related to the sale must also be taken into consideration. DIRECT INCOME CAPITALIZATION APPROACH This approach establishes the value of on asset based on the present capitalization of the net revenue expected from the property under feasible scenarios. METHODS TO IDENTIFY THE COST OF AN ASSET COST COMPARISON APPROACH This approach establishes the cost of an asset by technically handling the attributes of a comparable set of properties in a sample. North West 8 ASSESSED COST APPROACH This approach identifies the cost of an asset or of its parts using summary or analytical estimates based on the quantity of services included and their respective direct and indirect costs. METHODS TO IDENTIFY FEASIBILITY INDICATORS OF THE ECONOMIC USE OF A DEVELOPMENT The usual appraisal procedures to determine feasibility indicators for the economic use of a given development are based on its projected cash flow, from which are obtained decision making indicators based on the net present value and internal rate of return, among others. TECHNICAL DEFINITIONS "Free Market Value” is understood to be the most likely value for which an asset would be willingly and knowingly negotiated on a reference date under prevailing market conditions for the sale/purchase or lease of said asset. APPLICATION OF THE METHODOLOGY The applicable methodology is basically a function of the nature of the asset being appraised, the purpose of the valuation and the availability, quality and quantity of the information collected in the market. The appraisal process is concluded by analyzing the results of the different approaches to value used. When more than one approach is used, each one is judged based on its applicability and reliability, as well as the quantity and quality of the information available. Thus the final value of the property may be based on one approach alone or on a correlation of some or all of them. In this case we used the following approaches to determine value: For Hospital Brasil we used the "Discounted Cash Flow" approach to determine the sale value of the property. VALUATION SPECIFICATIONS The specifications of any valuation are related to the effort of the valuation engineer, the market and the information available. The objective of having the client define an initial desired level of accuracy is to determine the effort to be used in the valuation, but this does not guarantee that significant levels of foundation can be reached. Precision, on the other hand, depends exclusively on the characteristics of the market and the sample, and therefore cannot be set in principle. This effort is classified as “Level I” in terms of accuracy and “Level III” in terms of precision, as provided for in the applicable ABNT standards. We stress that the accuracy of any appraisal is directly related to the information that can be extracted from the market and therefore does not depend exclusively on the will of the valuation engineer and/or the party who contracted the valuation service. North West 9 3. Premises and Disclaimers The work leading up to this report was based on the following premises and conditions: ■ The information used for this effort was provided in writing or orally by the sources mentioned and may or may not have been independently audited. For the purposes of this report, Cushman & Wakefield assumed said data and information to be true and accurate. ■ The documents were not analyzed from a legal point of view, but merely in terms of those aspects that would influence the sale or lease of the property; ■ Environmental studies and reports as well as ground contamination are outside the scope of this effort; ■ No structural analyses of the existing buildings and foundations were conducted; ■ Likewise, we did not test or calibrate any type of equipment or facilities existing on the property and required for proper operation, but assumed all to be in perfect running order. ■ Land, total built and Floor Area s are based on documents provided by the client, and have not been verified on site; ■ For the purposes of our calculations we assumed that the areas informed by the client are a true and accurate reflection of the property. ■ For the purposes of calculating value, we have assumed that all property titles are in good order and free of any lien or encumbrance; ■ We stress that the values determined in our appraisal are based on Appraisal Engineering methodology, procedures and criteria, and are not intended as exact figures but rather as the most likely amount for which the property would be willingly and knowingly traded on a particular reference date, given the prevailing market conditions. North West 10 4. Hospital e Maternidade Brasil Source: Cushman & Wakefield North West 11 4.1. Location SITUATION The study property is located at Rua Coronel Fernando Prestes, 1177 in Vila Assunção, Santo André, SP. This is about 300 meters from the city's central park, and about: ■ 1.0 kilometers from the Santo André municipal seat; ■ 2.4 kilometers from Gran Plaza Shopping; ■ 2.7 kilometers from Avenida dos Estados; ■ 4.0 kilometers from the Anchieta Highway; ■ 9.0 kilometers from the Imigrantes highway; ■ 19.0 km from downtown São Paulo. PROPERTY LOCATION MAP Source: Cushman & Wakefield North West 12 NEIGHBORHOOD OCCUPATION The property is located in a mixed use, medium density region with single family homes, and commercial and residential buildings of average standard of construction, and miscellaneous trade establishments. The main references points in the region are Shopping ABC, the city's central park and Hospital Estadual Mario Covas. PUBLIC UTILITIES The neighborhood is served by all public utilities such as power, water, sewage, telephone, street lights, waste collection and postal services. Rua Coronel Fernando Prestes, where the property is located, is a paved, two lane, two way street with sidewalks and gutters. The other, secondary streets in the neighborhood are also paved, two lane, two way streets, all with sidewalks and gutters. TRANSPORTATION In terms of public transportation, the property is served by regular bus lines that connect it to the neighboring districts and parts of the ABC region. The property is about 1.7 kilometers from the Santo André railroad station (CPTM), which connects the city of Rio Grande da Santo André with downtown São Paulo. Congonhas Airport is about 15 kilometers away, a 30 minute car ride outside rush-hour. The international airport in Guarulhos is 30 kilometers away, and can be reached in one hour, again outside of rush-hour. North West 13 4.2. Description of the Property: This is a commercial property currently occupied by Hospital e Maternidade Brasil. It is comprised of 2 buildings and another 29 properties in the surrounding neighborhood that house support services such as medical offices, parking, administration, support activities, etc. BUILDINGS PROPERTIES LOCATION Source: Rede D´Or North West 14 PRINCIPAL BUILDING - GENERAL HOSPITAL HOSPITAL BRASIL GENERAL HOSPITAL - BUILDING A ADDRESS Rua Coronel Fernando Prestes, 1177, corner of Rua Votuporanga TYPE Hospital APPARENT AGE 20 years DESCRIPTION 3RD BASEMENT Parking 2ND BASEMENT CT and hemodynamics 1ST BASEMENT Adult emergency care GROUND FLOOR 2ND FLOOR Rua Votuporanga exit, central reception, Reception and medical offices hospitalization and restaurant Under construction, delivery expected in Nursery/Maternity Ward September Hospitalization Rooms 3RD FLOOR Hospitalization Rooms 4TH FLOOR Hospitalization Rooms 1ST FLOOR Garage Labs, kitchen, cafeteria, lab (renovated) and garage Offices (some are being renovated), garage and reception North West 15 GENERAL HOSPITAL - BUILDING B ADDRESS Rua Coronel Fernando Prestes, 1177, corner of Rua Votuporanga TYPE Hospital APPARENT AGE 20 years DESCRIPTION 2ND BASEMENT Magnetic Resonance, Orthopedics and Pediatric Emergency Care Parking Garage 1ST BASEMENT Av. 12 de Outubro exit and Exam rooms Rooms GROUND FLOOR Radiology Rooms 1ST FLOOR Nursery and Obstetrics Center Rooms 2ND FLOOR Surgical Center Rooms 3RD FLOOR ICU Rooms 4TH FLOOR ICU Rooms 5TH FLOOR ICU Rooms North West 16 SUMMARY OF EXISTING IMPROVEMENTS - GENERAL HOSPITAL ITEM DESCRIPTION STRUCTURE Reinforced concrete FAÇADE Latex paint ROOF Heliport FRAMES Aluminum VERTICAL CIRCULATION Elevators and stairways AIR CONDITIONING Individual units (in some rooms) and central AC BUILDING SECURITY Private security FIRE PROTECTION Fire extinguishers, sprinklers, alarms, smoke detectors and hydrants CEILING PVC and plaster LIGHTING Fluorescent lamps STATE OF REPAIR Between new and fair APPARENT AGE 20 years ESTIMATED LIFETIME 60 years REMAINING LIFETIME: 40 years MAIN FINISHINGS ITEMS DESCRIPTION FLOORING PVC and Porcelain tile WALLS Latex paint and tile CEILING Textured slab ready for paint and plaster North West 17 SUBLEASE PROPERTIES BUILDING 1 DERMATOLOGY, UROLOGY AND PROCTOLOGY / ADM. AND DIRECTOR OFFICES ADDRESS Av. 12 de Outubro, 100 TYPE Commercial property incorporated into the general hospital APPARENT AGE 20 years DESCRIPTION GROUND FLOOR Medical offices 2ND FLOOR Administration - offices and meeting rooms 3RD FLOOR Director Area - offices and meeting rooms North West 18 BUILDING 2 LIBRARY ADDRESS Av. 12 de Outubro, 120 TYPE Residential property adapted for commercial use - Simple APPARENT AGE 20 years DESCRIPTION GROUND FLOOR Library BUILDING 3 ENDOCRINOLOGY, PNEUMONOLOGY, ORAL AND MAXILLOFACIAL SURGERY ADDRESS Av. 12 de Outubro, 126 TYPE Residential property adapted for commercial use - Simple APPARENT AGE 20 DESCRIPTION GROUND FLOOR Medical offices 2ND FLOOR Medical offices North West 19 BUILDING 4 PATHOLOGY AND CYTOLOGY LAB ADDRESS Av. 12 de Outubro, 130 TYPE Residential property adapted for commercial use – Simple APPARENT AGE 20 years DESCRIPTION GROUND FLOOR Lab 2ND FLOOR Lab BUILDING 5 PURCHASING ADDRESS Av. 12 de Outubro, 176 TYPE Residential property adapted for commercial use - Simple APPARENT AGE 20 years DESCRIPTION GROUND FLOOR Purchasing North West 20 BUILDING 6 PRE-NATAL ADDRESS Rua Porto Alegre, 334 TYPE Residential property adapted for commercial use – medium standard APPARENT AGE 15 years DESCRIPTION BASEMENT 1 Parking Space GROUND FLOOR Medical offices BUILDING 7 GYNECOLOGY ADDRESS Rua Porto Alegre, 356 TYPE Residential property adapted for commercial use – medium standard APPARENT AGE 15 years DESCRIPTION BASEMENT 1 Parking Space GROUND FLOOR Medical offices North West 21 BUILDINGS 8 AND 9 VACCINATION CENTER / ADMINISTRATION ADDRESS Rua Votuporanga, 171 and 175 TYPE Residential property adapted for commercial use – medium standard APPARENT AGE 15 years 2 DESCRIPTION GROUND FLOOR Medical offices, 1 parking space 2ND FLOOR Medical offices BUILDING 10 MAINTENANCE ADDRESS Rua Votuporanga, 145 TYPE Vacant lot DESCRIPTION GROUND FLOOR Parking and offices NOTE: these buildings have no commercial value North West 22 BUILDING 11 LAB ADDRESS Rua Votuporanga, 131 TYPE Commercial Property - High end APPARENT AGE 5 years DESCRIPTION GROUND FLOOR Medical offices BUILDING 12 AMBULATORY CARE AND BLOOD BANK ADDRESS Rua Votuporanga, 115 TYPE Commercial Property - High end APPARENT AGE 5 years DESCRIPTION GROUND FLOOR Medical offices North West 23 BUILDING 13 HR ADDRESS Rua Votuporanga, 129 TYPE Residential property adapted for commercial use - Simple APPARENT AGE 20 years DESCRIPTION 1ST BASEMENT Parking for 2 cars; GROUND AND 1ST FLOORS Offices BUILDING 14 HEMATOLOGY CLINIC ADDRESS Av. 12 de Outubro, 25 TYPE Commercial Property - High end APPARENT AGE 5 years DESCRIPTION GROUND FLOOR Medical offices 1ST FLOOR Medical offices North West 24 BUILDING 15 PEDIATRICS ADDRESS Rua Tabaiares, 292 TYPE Residential property adapted for commercial use - Simple APPARENT AGE 20 years DESCRIPTION GROUND FLOOR Medical offices 1ST FLOOR Medical offices BUILDING 16 PARKING ADDRESS Rua Tabaiares, 228 TYPE Vacant lot DESCRIPTION GROUND FLOOR Parking North West 25 BUILDING 17 IT ADDRESS Rua Tabaiares, 285 TYPE Residential property adapted for commercial use - Simple APPARENT AGE 20 DESCRIPTION GROUND FLOOR Stock room 1ND AND 2RD FLOORS Offices BUILDING 18 LEGAL/MARKETING ADDRESS Rua Tabaiares, 299 TYPE Residential property adapted for commercial use - Simple APPARENT AGE 20 years DESCRIPTION GROUND FLOOR Offices / 1 Parking Space 1ST FLOOR Offices North West 26 BUILDING 19 CARDIOLOGY ADDRESS Rua Porto Alegre, 310 TYPE Residential property adapted for commercial use - Simple APPARENT AGE 20 years DESCRIPTION 1ST BASEMENT Parking for 1 car GROUND FLOOR Medical offices BUILDING 20 “SAME”/FILES ADDRESS Av. 12 de Outubro, 313 TYPE Commercial Property - Simple APPARENT AGE 15 years DESCRIPTION GROUND FLOOR Parking for 5 cars, offices North West 27 BUILDING 21 GENERAL CLINIC ADDRESS Rua Porto Alegre, 480 TYPE Residential property adapted for commercial use – medium standard APPARENT AGE 15 years DESCRIPTION BASEMENT Offices GROUND FLOOR Medical offices BUILDING 22 CHEMOTHERAPY ADDRESS Rua Natalino Garife, 23 TYPE Commercial Property – medium standard APPARENT AGE 10 years DESCRIPTION BASEMENT 7 parking spaces GROUND FLOOR Offices 2ND FLOOR Offices North West 28 BUILDING 23 PARKING ADDRESS Rua Tiradentes, 147 (IPTU 149) TYPE Vacant lot DESCRIPTION GROUND FLOOR Open air parking spaces BUILDING 24 WORK SITE ADDRESS Rua José de Melo, 180 TYPE Vacant lot DESCRIPTION GROUND FLOOR Work Site. There is a project to build a 4 story commercial building with two basement levels North West 29 BUILDING 25 FISIOCORP (PHYSICAL THERAPY) ADDRESS Rua José de Melo, 168 TYPE Commercial Property - Simple APPARENT AGE 15 years DESCRIPTION GROUND FLOOR Medical offices BUILDING 26 LOCKER ROOMS ADDRESS Rua Votuporanga, 54 (IPTU 24) TYPE Commercial Property - Simple APPARENT AGE 15 years DESCRIPTION GROUND FLOOR Offices North West 30 BUILDING 27 LAUNDRY/”SAME” FILES ADDRESS Rua José de Melo, 87 TYPE Commercial Property - Simple APPARENT AGE 15 years No photo DESCRIPTION GROUND FLOOR Offices BUILDINGS 28 AND 29 ASSOCIATION ADDRESS Rua José de Melo, 65 and 77 TYPE Commercial Property - Simple APPARENT AGE 15 years DESCRIPTION GROUND FLOOR Offices North West 31 AREA CHART According to the property tax document provided by the client, the study property has the following areas: # 2 3 4 5 6 7 8e 9 11 12 13 14 15 17 18 19 20 21 22 25 26 27 28 Property Library Endocrinology, Pneumonology and Oral and Maxillofacial Surgery Pathology and Cytology Lab Purchasing Prenatal Gynecology Vaccination Center / Administration Lab Ambulatory Care and Blood Bank Human Resources Hematology Clinic Pediatrics IT Legal/Marketing Cardiology SAME/Files General Clinic Chemotherapy Fisiocorp Locker rooms Laundry/SAME Files Association General Hospital / Dermatology, 30 Urology and Proctology TOTAL 1 - BUILDINGS 10 Maintenance 16 Parking 23 Parking 24 Work Site TOTAL 2 – LAND SITES PROPERTY TOTAL AREA Property Registry Land Area Built Area (sqm) (sqm) Property Tax Land Area Built Area (sqm) (sqm) Assumed Area (sqm) - - n/i 157.13 157.13 - - n/i 164.32 164.32 223.25 229.58 338.71 - n/i 223.00 229.00 339.00 176.18 93.00 226.00 295.00 176.18 93.00 226.00 295.00 350.00 480.00 480.00 86.00 350.00 - - n/i 303.07 303.07 - - n/i 181.33 181.33 130.00 - n/i 130.00 255.00 400.00 136.00 295.00 414.00 347.00 212.00 400.00 533.00 n/i 393.40 201.00 446.00 182.00 182.00 223.00 248.00 466.00 391.00 182.00 651.00 157.10 393.40 201.00 446.00 182.00 182.00 223.00 248.00 466.00 391.00 182.00 651.00 157.10 150.00 400.00 136.50 295.50 414 347.50 212.00 376.00 535.70 n/i 243.00 n/i 10,055.58 14,044.32 507.46 1,404.10 376.00 2,287.56 16,331.88 10,055.00 329.00 0.00 329.00 14,318.00 675.00 507.00 1,404.00 376.00 2,962.00 17,280.00 23,000.00 5,798.53 191.00 0.00 0.00 185.00 376.00 6,174.53 28,948.53 675.00 507.00 1,404.00 376.00 2,962.00 31,910.53 Note 1: For calculation purposes we used the computable area for the General Hospital, as informed by the client in an e-mail. Note 2: Buildings 2, 3, 4, 11, 12 and 13 have been incorporated into the general hospital, therefore the sites they are built on are included in the General Hospital registration document. North West 32 Note 3: We do not have any data on the built area of buildings 28 and 29, therefore the areas used in these calculations are estimates. Note 4: The other built areas were taken from the property tax documents provided by the client and were not checked on site by our technicians. North West 33 4.3. Documentation PROPERTY REGISTRATION The following registration documents were provided for the study properties: REGISTRATION # BUILDING REGISTRATION SIZE OF # SITE (SQM) General Hospital 1-2-3- 4-10-11-12- 73,880 13 BUILT AREA (SQM): OWNER DATE OF REGISTRATION DD/MM/YYYY 10,055.58 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 5 15,982 223.25 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 6 38,133 229.58 86,00 Hosp. e Matern. Brasil S.A. 06/10/2011 7 25,517 338.71 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 8 and 9 61,366 350.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 14 36,463 130.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 15 n/a n/a n/a n/a n/a 16 55,919 507.46 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 17 74,228 400.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 18 64,666 136.50 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 19 22,426 295.50 243,00 Hosp. e Matern. Brasil S.A. 06/10/2011 34,253 240.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 17,985 174.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 21 67,992 347.50 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 22 72,902 212.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 15,127 465.10 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 50,518 470.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 45,965 469.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 24 16,487 376.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 25 43,287 376.00 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 26 53,087 535.70 n/a Hosp. e Matern. Brasil S.A. 06/10/2011 27 n/a n/a n/a n/a n/a 28 n/a n/a n/a n/a n/a 29 n/a n/a n/a n/a n/a 20 23 North West 34 TAXES AND FEES We were provided with the following property tax documents for 2012: PROPERTY TAX (IPTU): IPTU # - FISCAL CLASSIFICATION BUILDING General Hospital 1-2-3- 4-10-11-12- 0.15.100.052.0 13 SIZE OF SITE (SQM) BUILT AREA (SQM): 10,055.00 16.891.00 5 0.15.100.046.0 223.00 93.00 6 0.15.100.047.0 229.00 226.00 7 0.15.100.015.0 339.00 295.00 8 and 9 0.15.100.051.0 350.00 480.00 14 0.15.166.006.0 130.00 201.00 15 0.15.166.023.0 255.00 446.00 16 0.15.167.016.0 507.00 0.00 17 0.15.102.034.0 400.00 182.00 18 0.15.102.041.0 136.00 182.00 19 0.15.102.051.0 295.00 223.00 20 0.15.144.033.0 414.00 248.00 21 0.15.099.009.0 347.00 466.00 22 0.15.099.010.0 212.00 391.00 0.15.084.445.0 465.00 0.00 0.15.084.135.0 469.00 0.00 0.15.084.444.0 470.00 0.00 24 0.15.099.018.0 376.00 185.00 25 0.15.099.017.0 400.00 182.00 26 0.15.098.003.0 533.00 651.00 27 n/a n/a n/a 28 n/a n/a n/a 29 n/a n/a n/a 23 North West 35 LEASE AGREEMENTS We were provided with the lease agreements for buildings 15, 27, 28 and 29, as follows: BUILDING 15 ■ Lease Agreement signed on March 1, 1996; ■ Lessor: Dr. Israel Zekcer; ■ Lessee: Hospital e Maternidade Brasil S.A. ■ Monthly rent adjusted on February 25, 2009 for R$ 3.663,70. BUILDING 27 ■ Lease Agreement signed on May 1, 1999; ■ Lessors: Flávio Gallinucci and Mauro Gallinucci; ■ Lessee: Hospital e Maternidade Brasil S.A. ■ Starting Monthly Rent: R$ 1.800,00. BUILDING 28 ■ Lease Agreement signed on September 1, 1999; ■ Lessors: Flávio Gallinucci, Mauro Gallinucci, Roberto Gallinucci and Sueli Ap. Gallinucci; ■ Lessee: Hospital e Maternidade Brasil S.A. ■ Starting Monthly Rent: R$ 1.800,00. BUILDING 29 ■ Lease Agreement signed on May 1, 1999; ■ Lessors: Flávio Gallinucci and Mauro Gallinucci; ■ Lessee: Hospital e Maternidade Brasil S.A. ■ Starting Monthly Rent: R$ 1.000,00. OTHER We were given a copy of the Area Chart and the Drawings for the Hospital Revamp and Expansion Note: For the purposes of calculating value, we assumed that all property titles are in good order and free of any lien or encumbrance. North West 36 4.4. Urban Planning Property zoning, subdivision, use and occupancy in the city of Santo André is governed by Law # 9.394, dated January 5, 2012. According to applicable legislation, the property is located inside an Urban Qualification Zone. Source: Santo André Housing and Urban Development Department North West 37 RESTRICTIONS REGARDING USE City, state and federal restrictions that generally apply to land use may be of two types: ■ Restrictions regarding use; ■ Restrictions regarding occupancy. Restrictions on use have to do with the activities that may exist in a given area. In other words, if the property may be used for residential, commercial, industrial or other activities. Restrictions on occupancy have to do with physical issues such as how setback from street and neighbors, maximum built area, how much of the land can be built on, height limits, size of lot, minimum percent area taken up by streets, green and institutional areas, etc.). Occupancy restrictions are based on two main classical concepts: ■ Coverage Ratio: this is the ratio between the building footprint (area occupied by the horizontal projection) and the site area; ■ Plot Ratio: this is the ratio between the computable gross floor area allowed for that property and the total area of the site. RESTRICTIONS ON URBAN QUALIFICATION ZONES RATIOS: ■ Coverage Ratio: 0.67 or 67%; ■ Plot Ratio: 2.0 maximum - meaning that the built area cannot exceed 200% of the site; USE: Residential and non residential Note: Information obtained from an informal questions asked of the Santo André Department of Housing and Urban Development. North West 38 4.5. Market BRAZILIAN ECONOMIC SCENARIO Currently the global economy is experiencing a period of uncertainty. Although risk margins have improved somewhat compared to 2011, they are still high in terms of the stability of the global financial system, especially bearing in mind the fiscal problems and unemployment in mature economies (such as in Europe), and a tendency towards higher inflation in emerging nations. In Brazil the worsening global economy and a slowdown in manufacturing output experienced since April 2011, along with the economic policies implemented in late 2010 and early 2011, resulted in a slow-down and Brazil's GDP grew only 2.7% in 2011, less than had been expected. The GDP growth expectation for 2012 remains 3.5%. Inflation in 2011 was 6.5%, and came down to 5.2% in the first quarter of the year, which is still higher than the 4.5% target set by the Brazilian Central Bank. Domestic demand in Brazil has slowed down in 2012, but still favors economic activity as business and personal credit should continue to experience moderate expansion, especially as the Selic rate drops. In 2011 inflation started to creep up, driven not only by higher domestic consumption, but also the increased supply of goods. The domestic market should continue to grow in 2012, although the employment rate should slow down a bit. In the first quarter there was a drop in unemployment, from 6.4% to 5.7% (y-o-y) in this country's six main metropolitan regions (Belo Horizonte, Porto Alegre, Recife, Rio de Janeiro, Salvador and São Paulo) Source: Brazilian Central Bank GENERAL INFORMATION ABOUT SANTO ANDRÉ Santo André is a city in metropolitan São Paulo. This region is easy to reach, had good public transportation and infrastructure, and is taken up primarily by buildings of moderate standard of construction. North West 39 BRAZILIAN INVESTMENT MARKET As the largest economy in South America and a top three exporter of halal meat, with an abundant supply of natural resources and strong growth forecasts. The Brazilian economy was one of the first to recover from the global financial crisis and continued to expand rapidly in 2010. GDP grew by an estimated 7.5% (with some states including Espirito Santo growing by more than 12%) over the year on the back of stimulus measures, strong internal demand, export recovery, and improved credit availability. Salaries and employment levels have continued to rise, translating into strong consumer confidence and a growing middle class. Its potential has started to translate into actual investment, as has been indicated by property market investment volumes, which almost quadrupled between 2009 and 2010; from EUR1.25 billion (US$1.76 billion) to EUR4.58 billion (US$6.44 billion). It is worth noting that, as in other BRIC nations, a contractionary monetary policy has been implemented to counter the threat of over-heating, and Brazil’s interest rate is therefore among the highest in the world, with a reference rate of 10.5% per year. However, the long-term outlook suggests a reduction in interest rates with the long-term reference rate expected to fall to somewhere between 7% and 8%. As a result of strong investor demand and rising asset values associated with the anticipated reduction in long-term interest rates, yields have fallen sharply and currently stand at record lows of 8.5-11%, still with annual inflation adjustments and are expected to remain stable in 2012. However, there are still considerable opportunities across all sectors. OFFICE MARKET The Brazilian office market (potential) is characterized by: ■ Limited large-scale property ownership and professional real estate platforms (though this is changing); ■ Significant (but unintentional) owner occupied real estate due to a historic lack of third party funding which has forced corporations to own properties (headquarters, warehouses, etc); ■ • Insufficient asset quality (in most cases) to meet corporate requirements and growth needs. The office market has recently gained depth, with local and international investors being the main agents in the value added and speculative space, joined by pension funds, financial institutions and local capital markets for the core opportunities. North West 40 There is considerable under-supply of high quality, modern stock and occupier demand remains strong. Rents are rising although expected to peak in the near future, with an increase of high-quality office space expected in 2012-2013 following the completion of a number of class A developments. INDUSTRIAL MARKET The industrial market is basic and outdated. Assets have low technical specifications and are designed for a single user (usually the owner), and generally do not meet the requirements of tenants and/or investors. A developing economy coupled with a growing middle class/consumer market is causing substantial changes in the industrial real estate segment. Major opportunities exist for speculative developments (due to a lack of quality products) and ongoing improvements in infrastructure are likely to create new investment opportunities in the industrial and logistics sectors nationwide. RETAIL SEGMENT Brazil has the world’s 11th largest shopping mall market based on the number of malls in operation translating to 5 m2 per 100 people. In comparison to the US (187 m2 per 100 people), it is clear that the supply of Brazil’s shopping center space is below equilibrium. However, it is interesting to note that the rental rates of some Brazilian malls are within the top five for the Americas, comparable to Rodeo Drive in Los Angeles. There are not many examples of IFIs capitalizing on the Brazilian real estate market. Some IFIs were considering the market prior to the financial crisis and based on recent discussions have only recently dusted off their plans for Brazil. Given the current state of the global economy, it is probably wise for IFIs to start diversifying a proportion of their currency exposures into emerging markets such as Brazil. CONCLUSION In the medium-term, the run-up to the football World Cup in 2014 and the Olympic Games in 2016 looks set to create further opportunities in the real estate market, particularly in the hospitality and tourism sectors. With such high profile international events over the next five years, the potential for Brazilian real estate is indeed justified. THE HEALTHCARE INDUSTRY Although major investments have been made in private hospitals in recent years, the number of beds has not kept up with the growing number of patients. The occupancy rate in most private healthcare institutions is 85% or higher, partly due to the nation's economic growth and partly due to the ageing of its population. Since 2003 the number of people 60 or over in São Paulo has grown 17%. According to the ANS (National Supplemental Health Agency), North West 41 over this same period about one million of the city's inhabitants purchased some type of health plan are make frequent use of the services. Currently 6.4 million of the people in this city are covered by a healthcare plan. São Paulo, Brazil's largest city is experiencing a shortage of hospital beds, including in private hospitals. With a more stable economy the number of formal jobs with fixed wages and health benefits has increased, but the facilities to provide such services have not kept up. GENERAL INDICATORS Source: Brazilian Federation of Hospitals The increase in income and the growth of the country's economy are sufficient to justify expanded private hospital service for the AAA population. According to studies performed by the Fundação Getúlio Vargas Center for Social Policies show that socio-economic classes A and B combined increased from 5.35% of the population in 1992 to 11.76% in 2011. IBGE data for 2010 reveals that in the previous ten years the income of the AAA population increased 29%. Private hospitals are implementing hotel services, which consists of offering suitably adapted hotel concepts and services to hospitals, an area now known as hospital hotel services. Patients are North West 42 offered services such as butlers, concierge, chefs, televised visits, bill payment via motoboy, and beauty services such as manicures, hair stylists and barbers. The large hospital chains plan to invest in hotel services due to increasing demand among numerous market niches. Special services are an essential competitive advantage when it comes to the higher income segments of the population, and as the income of Brazilians increases, so does the market of those interested in differentiated healthcare plans. Not only has the number of health plans increased, but there has also been a migration to plans that offer better hospitals, labs and accommodations. THE REAL ESTATE MARKET IN THE REGION The study property is located in the district of Assunção, in Santo André. This is a mixed use neighborhood, with a shopping center (Shopping ABC), a hypermarket (Carrefour), hospitals and numerous residential developments under construction. Avenida Pereira Barreto, which the main property (General Hospital) fronts, is predominantly commercial. The other buildings that are part of the study property and located in the immediate surroundings are located in areas with a lot of residential buildings, with good infrastructure and public transportation. SUPPLY AND DEMAND There are very few high end commercial buildings in the neighborhood, and despite this limited supply demand is balanced. In terms of the two main buildings, there are properties of similar size in the region, each one designed for a specific type of use. It is our view that the demand for this property is limited as it is specifically for use as a hospital. For the other buildings that make up the property supply is ample and demand average, making absorption hard in a balanced market. North West 43 5. Additional Information The property in study is the object of a Sale Lease Back transaction between North West (Fund and/or Purchaser) and Rede D’or (Vendor and/or Tenant). Following are the principal terns of this contract: ■ Non-typical lease with 25 year term, initial net rent of R$25.627M and annual IPCA indexation ■ NNNN lease - Rede D’or Parent Co (Tenant) is responsible for operations, repairs and maintenance and lease can only be terminated by Tenant in the event of expropriation ■ Rede D’or to provide annual financial and operational performance figures ■ Covenants – default under debt financial covenants or rent to EBITDAR being greater then 50% result in one years net rent as security ■ Lease has three 25 year renewal options subject to at least 3 years notice ■ Up to R$30M of renovation or expansion capital at 12% yield subject to Landlord approval (not reflected in the analysis as it is speculative) North West 44 5.1. Tenant description Rede D’or is the largest network of private hospitals in Brazil COMPANY PROFILE ■ STATUS ■ ■ Founded in 1977 as Labs D’or, currently with 26 owned hospitals, 3.352 beds Dominant presence in the city of Rio de Janeiro under the “D’Or” (hospitals) brand, in São Paulo under the “São Luiz” brand and in Brasilia under Santa Luzia brand GROWTH HISTORY Proven execution track record of acquisitions and greenfields: – 15 hospital acquisitions concluded since 2010, which went through a successful turnaround process – 5 greenfield hospitals – 48 greenfield labs, currently associated with Fleury INVESTMENT PLAN 2010-2015 Aiming to reach 5,000 beds in 2015 (build and acquisition) GEOGRAPHIC FOOTPRINT Source: Rede D’or presentation North West 45 OPERATIONAL HIGHLIGHTS 2011 Operating highlights Occupancy rate (%) Attended patients per day ('000) Emergency attendances per month ('000) Surgeries per month ('000) 80% 2.4 169.6 11.1 FINANCIAL HIGHLIGHTS 3.055 1.958 17,8% 2.246 17,4% 12,2% 14,5% 532 902 161 2009 2010 2011 2012E 2009 238 2010 327 2011 Source: Rede D’or presentation North West 2012E 46 6. Appraisal The calculations and analyses of market values are based on the physical characteristics of the study property and its location within its region. According to applicable standards, when planning a survey the objective is to make up a representative sample of market information on properties that are as similar as possible to the study property using all available evidence. Comparison elements were collected in a survey of the property market using newspaper classifieds, broker contacts, local property agents, owners and other industry players. The standards require that elements for comparison have the following points of equivalence: ■ Equivalent Situation: Preference will be given to properties that share the geo-socioeconomic situation, are in the same neighborhood and zoned the same. ■ Equivalent in Time: Whenever possible, comparison elements must refer to the same period in time as the appraisal. ■ Equivalent Characteristics: Whenever possible, the properties used for comparison purposes must be similar to the study property in terms of their situation, extent of use, physical characteristics, suitability to their environment, utilization, etc. Any one of the following data handling procedures may be used. Selection is normally a function of the volume of data and the quality of the information available. ■ Factor Handling: data smoothing using study-based factors and criteria for subsequent statistical analysis of a homogeneous data set. ■ Scientific methodology: empirical evidence treated using scientific methods resulting in a validated model of market behavior. In this case we used the "Discounted Cash Flow" approach to determine the sale value of the property. North West 47 DETERMINATION OF THE PURCHASE/SALE VALUE - INCOME CAPITALIZATION APPROACH BASED ON A DISCOUNTED CASH FLOW The Approach used to determine the value for the sale of the property in this case was the Direct Capitalization Approach using a Discounted Cash Flow, which estimates the present value of the property at an appropriate discount rate. In this approach, periodic cash flows and a residual value for the sale of the property(if any) are estimated and discounted to arrive at the present value. The periodic cash flows are discounted using a discount rate that corresponds to the opportunity cost of equity. The reliability of this approach depends on whether or not investors are actively pursuing investments in this type of property, and the volume and accuracy of the revenue and expense information for comparable investments. The model used for the valuation was a Discounted Cash Flow (DCF) for the enterprise lifecycle, which may be defined as the period of time during which the property will be explored. Projections can be usually split into 2 parts: ■ Explicit period: A future period that is closer in time and thus easier to predict, normally 10 years; ■ Residual Value: The remaining period in the lifetime of the asset. The future long term cash flow is replaced with a single equivalent value at the end of the projected period. The analyses model consider the results before the taxes. To determine the market value of the property was used a cash flow for the projected period of 10 years. The rate used to discount the 10 years operational cash flow and to calculate the present value reflects risk profile of: ■ the external environment: the current situation of the real estate market in Brazil and in the area of influence, as well as the economic fundamentals of the country; ■ The internal environment: the operating conditions and performance of the shopping mall and the equity structure of its investors. Considering the current Brazilian and global economic scenarios, in addition to the specific risk analysis for the enterprise, we estimated a real discount rate (net of inflation) of 11.5% per year. For the exhaustion period the Cap Rate for calculating the residual value is 9.00% per year. North West 48 Below are some of the premises used for the cash flow. GENERAL PREMISES USED HOSPITAL INFANTIL SABARÁ AVENIDA ANGÉLICA, Nº 1987 - CONSOLAÇÃO - SÃO PAULO/SP A - PROPERTY Date Dec-12 Leasable Area 31.910,53 m² 66,92 2.135.583,33 R$ per sq meter R$ R$ per sq meter B - POTENTIAL INCOME Lease Unit Value: Monthly Lease Value Base December/12: Other Revenues Real Growth (5th year): 0,0% *the lease value was provided by Noth West and represents the amount they will receive from the tenant C - ADJUSTMENTS End of Contract Dec-37 Vacancy: Free Period: General Vacancy: Collection Loss: Inflation: Inflation: 0 0 0,00% 0,00% 0,00% 0,00% in the end of contract month of potential income of potential income a year monthly 0,00 0,00 N/A 0,00% R$ per sq meter / month R$ per sq meter / month R$ per sq meter of Effective Income 0,00 R$ per sq meter of Effective Income, after 5th year R$ D - OPERATIONAL EXPENSES Service Charge (vacancy): Property Taxes (vacancy): Property Insurance: Income Taxes (PIS/COFINS): E - NON-OPERATIONAL EXPENSES Improvements: Asset Replacement Fund: Marketing: Rent Commission: Sale Commission: 0,00% 0,00 0,00 2,50% (in resale) F - RATES AND CASH FLOW Resale (Residual Value): Approach: Capitalize Net Operating Income Monthly in the end of cash flow North West 49 Capitalization Period: Discount Rate: Cap Rate (Residual): 10 11,5% 9,00% years year year LEASEABLE AREA PRESENT MARKET VALUE PMV PER SQM OF LEASEABLE AREA: 31.910,00 255.025.727 7.992 In “Attachment II – Discounted Cash Flow” we our calculations to determine the sale value of the property by the discounted cash flow. DETERMINATION OF THE SALES VALUE USING THE REPLACEMENT COST APPROACH As defined in article 8.2.1 of ABNT NBR 1463-1:2001, the Replacement Cost Approach calculates the value of a property as the sum of the value of its components. If the object of the appraisal is to determine the market value, then factors related to the sale must be taken into consideration. The Replacement Cost Approach is based on the concept that a well informed buyer would not pay for a property more than it would cost to reproduce a similar facility for the same use. Depreciation is applied to the cost to reproduce buildings and betterments, bearing in mind physical and functional elements, facility lifetimes and state of repair. This method is particularly suited to properties with relatively new buildings and betterments that make better use of the land tract, or where the property includes unique or specialized facilities, as well as when similar properties for sale and/or lease are in very short supply. DETERMINATION OF THE VALUE OF THE LAND TRACT For each of the elements to compare the supply of land tracts in the region we applied smoothing factors to adjust them to the characteristics of the study property. The calculations to determine the unit value of the land tract are included as an attachment under “Sample Handling”. To smooth out the unit values of the land tract we used the following factors: SUPPLY FACTOR: The presumed discount factor after negotiation of the initial offer. CORNER FACTOR: This factor adjusts for a property's position on the block it is in, and is 10% for properties located at the corner of two streets or roads, and 5% if there are two frontages. North West 50 LOCATION FACTOR: This factor is used to adjust for physical characteristics such as location, socioeconomic level, commercial factors, accessibility, etc. SIZE FACTOR: This factor adjusts for the size, as the larger the area the lower the unit price, and vice versa. DEPTH FACTOR: This factor is used to compensate for the ratio of depth to frontage of the study property. TOPOGRAPHY FACTOR: A factor used to adjust for the topography of the comparison element to the topography of the study property: ZONING FACTOR: A factor that takes into consideration utilization as it relates to the zone and the potential for construction where the study property and the elements of comparison are located. DETERMINATION OF THE VALUE OF THE CONSTRUCTION The cost of the buildings on the property was estimated based on an estimate of the cost per square meter for new construction with the same type of finishing, then multiplying this by the total built area on the property. To take into account exterior obsolescence, we applied a depreciation factor to the unit cost to build. A detailed explanation of the depreciation criteria is provided below. DEPRECIATION CRITERIA Depreciation is the difference between the cost of new construction and the current value of a building. Depreciation describes the loss of value in three basic categories: (1) physical deterioration; (2) functional obsolescence and (3) obsolescence of the exterior. ■ Physical deterioration is the result of wear and tear and of the environmental factors acting on the building, which reduce its value. ■ Functional obsolescence is the decrease in value resulting from architectural factors that affect current utilization. This may be caused by changes over time that render parts of the structure, materials used or architectural design obsolete by current standards. ■ External obsolescence is due to effects that, while adversely affecting its value, are not strictly related to the property itself. This includes changing use and occupancy regulations and unfavorable economic scenarios. ROSS-HEIDECKE PHYSICAL DEPRECIATION CRITERIA The Ross-Heidecke methodology was developed to calculate physical depreciation as a result of building age and conservation. In practice, age is estimated as a percentage obtained by dividing the apparent age of a property by the economic lifetime estimated for that type of construction. North West 51 The state of repair is taken from the following table: ROSS-HEIDECKE CRITERIA FOR STATE OF REPAIR A New E Simple repairs B Between new and fair F Simple to important repairs C Fair G Major repairs D Between Fair and Simple Repairs H Between major repairs and no value COMMERCIALIZATION FACTOR: We used a commercialization factor of 1.2 to come up with the market value for reproducing the property, given that it is well positioned in a high value neighborhood and is located to a high level development in the construction phase, and it is suitable to its location and market demand, where buyer and seller have the same level of interest in the transaction. Below are the calculations for determining the value of the land tract, buildings and facilities of the study property using the replacement cost approach. North West 52 Below are the calculations for determining the value of the land tract, buildings and facilities of the study property using the replacement cost approach . COST APPROACH - LAND ADDRESS LAND AREA (SQM) UNIT VALUE (R$/SQM) LAND TOTAL VALUE (R$) Rua Coronel Fernando Prestes, 1177 - Vila Assunção – Santo André/SP 15.000,00 1.368,14 20.522.130,00 BUILDINGS NAME TOTAL CONSTRUCTE D AREA (M²) Hospital Brasil 31.910,53 SUBTOTAL CLASSIFICATION FACTO R R8N R8N BASE/NOVE MBER UNIT COST (R$/SQ M) 2.1.6 Escritório Luxo 3,610 1.072,78 3.872,74 20 AGE MAINTENANCE USEABLE (YEARS) CONDITION AGE (YEARS) c 60 REMAINI NG AGE (YEARS) DEPRE NEW COST (R$) C. 40 0,758 31.910,53 DEPRECIATED COST (R$) 123.581.051,93 93.674.437,36 123.581.051,93 93.674.400,00 TOTAL COST (R$) 114.196.500,00 Commercialization Factor 1,20 SALE MARKET VALUE (R$) 137.035.800,00 Property value per sqm of built area 4294,38 /m² Property value per sqm of land area 9135,72 /m² In “Attachment III – Samples Handling” we present the calculations to determine the land value of the property. North West 53 7. Final Valuation Conclusion Based on market trends in the region where the property is located, the technical specifications of the property and real estate market practices, we conclude that, on December 18, 2012 the property was worth: MARKET VALUE FOR LEASING THE PROPERTY (MONTHLY): R$ 2.135.583,33 (TWO MILLION ONE HUNDRED AND THRITY FIVE TOUSAND FIVE HUNDRED AND EIGHTY THREE REAIS) A MONTH MARKET VALUE FOR THE SALE OF THE PROPERTY: R$ 255.026.000,00 (TWO HUNDRED AND FIFTY FIVE MILLION TWENTY SIX TOUSAND REAIS) Joana Silva Coordinator, Valuation & Advisory Cushman & Wakefield, Brasil Rogério Cerreti, MRICS Director, Valuation & Advisory CAU: # 50812-8 Cushman & Wakefield, Brasil North West Attachment I - Photographic Report North West RUA CORONEL FERNANDO PRESTES ASPECTS RUA VOTUPORANGA ASPECTS North West BUILDING A OF HOSPITAL GERAL FAÇADE BUILDING B OF HOSPITAL GERAL FAÇADE North West ASPECTOS DO ATENDIMENTO RECEPTION ASPECTS North West ROOM ASPECTS ICU ASPECTS North West MATERNITY PARKING ACCESS North West Attachment II – Discounted Cash Flow North West CASH FLOW Values in Reais # Month Lease Revenue 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 December-12 January-13 February-13 March-13 April-13 May-13 June-13 July-13 August-13 September-13 October-13 November-13 December-13 January-14 February-14 March-14 April-14 May-14 June-14 July-14 August-14 September-14 October-14 November-14 December-14 January-15 February-15 March-15 April-15 May-15 June-15 July-15 August-15 September-15 October-15 November-15 December-15 January-16 February-16 March-16 April-16 May-16 June-16 July-16 August-16 September-16 October-16 November-16 December-16 January-17 February-17 March-17 April-17 May-17 June-17 July-17 August-17 September-17 October-17 November-17 December-17 January-18 February-18 March-18 April-18 OPERATIONAL EFFECTIVE GROSS REVENUE Potential Revenue Adjustments 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 Other - Subtotal 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 Vacancy - Total (Effective Gross Revenue) Subtotal - 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 Service Charge Property Taxes - - Income Taxes (PIS, COFINS) - CASH FLOW NON OPERATIONAL EXPENSES OPERATIONAL EXPENSES NOI Total - 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 Asset Replacement Fund - Marketing Rent Commision - - RESIDUAL VALUE Total - Monthly - 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 Acumulated 2.135.583 4.271.167 6.406.750 8.542.333 10.677.917 12.813.500 14.949.083 17.084.667 19.220.250 21.355.833 23.491.417 25.627.000 27.762.583 29.898.167 32.033.750 34.169.333 36.304.917 38.440.500 40.576.083 42.711.667 44.847.250 46.982.833 49.118.417 51.254.000 53.389.583 55.525.167 57.660.750 59.796.333 61.931.917 64.067.500 66.203.083 68.338.667 70.474.250 72.609.833 74.745.417 76.881.000 79.016.583 81.152.167 83.287.750 85.423.333 87.558.917 89.694.500 91.830.083 93.965.667 96.101.250 98.236.833 100.372.417 102.508.000 104.643.583 106.779.167 108.914.750 111.050.333 113.185.916 115.321.500 117.457.083 119.592.666 121.728.250 123.863.833 125.999.416 128.135.000 130.270.583 132.406.166 134.541.750 136.677.333 138.812.916 CASH FLOW Values in Reais # Month Lease Revenue 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 100 101 102 103 104 105 106 107 108 109 110 111 112 113 114 115 116 117 118 119 120 May-18 June-18 July-18 August-18 September-18 October-18 November-18 December-18 January-19 February-19 March-19 April-19 May-19 June-19 July-19 August-19 September-19 October-19 November-19 December-19 January-20 February-20 March-20 April-20 May-20 June-20 July-20 August-20 September-20 October-20 November-20 December-20 January-21 February-21 March-21 April-21 May-21 June-21 July-21 August-21 September-21 October-21 November-21 December-21 January-22 February-22 March-22 April-22 May-22 June-22 July-22 August-22 September-22 October-22 November-22 OPERATIONAL EFFECTIVE GROSS REVENUE Potential Revenue Adjustments TOTAL 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 256.270.000 NPV (R$): 255.025.727 Other - Subtotal 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 256.270.000 Vacancy - Total (Effective Gross Revenue) Subtotal - 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 256.270.000 Service Charge Property Taxes - - Income Taxes (PIS, COFINS) - CASH FLOW NON OPERATIONAL EXPENSES OPERATIONAL EXPENSES NOI Total - 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 256.270.000 Asset Replacement Fund - Marketing Rent Commision - - RESIDUAL VALUE Total - 288.899.728 288.899.728 Monthly 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 2.135.583 291.035.311 545.169.728 Acumulated 140.948.500 143.084.083 145.219.666 147.355.250 149.490.833 151.626.416 153.762.000 155.897.583 158.033.166 160.168.750 162.304.333 164.439.916 166.575.500 168.711.083 170.846.666 172.982.250 175.117.833 177.253.416 179.389.000 181.524.583 183.660.166 185.795.750 187.931.333 190.066.916 192.202.500 194.338.083 196.473.666 198.609.250 200.744.833 202.880.416 205.016.000 207.151.583 209.287.166 211.422.750 213.558.333 215.693.916 217.829.500 219.965.083 222.100.666 224.236.250 226.371.833 228.507.416 230.643.000 232.778.583 234.914.166 237.049.750 239.185.333 241.320.916 243.456.500 245.592.083 247.727.666 249.863.250 251.998.833 254.134.416 545.169.728 Attachment III – Sample Handling – Replacement Cost North West Hospital Brasil dez/12 COMPARATIVES AND SUBJECT PROPERTY CHARACTERISTICS Nº LOCATION OFFER TYPE ZONE FRONTAGE TOPOGRAPHY (SQM) LANDA AREA (SQM) BUILT AREA (SQM) UNITARY COST OF CONSTRUCTION (R$/SQM) DEPRECIATION ROSS-HEIDECK ASKING PRICE (R$) UNITARY ASKING (R$/SQM) AGENTY CONTACT PHONE - - - - Cushman & Wakefield - (11) 5501-5464 PROPERTY - Av. Cel. Fernando Prestes, 1177, Vila Assunção, Santo André/SP Avaliando Terreno 15.000,00 0,00 COMPARABLES 1 Av Ramalho x R Ortiz, Vila Assunção, Santo André/SP Oferta Terreno Mista 15,00 Plano 816,00 0,00 0,00 1,00 3.000.000,00 3.676,47 Robson Bell Imóveis (11) 4992-2999 2 Rua Visconde de Mauá, Vila Assunção, Santo André/SP Oferta Terreno Misto 5,00 Plano 200,00 0,00 0,00 1,00 320.000,00 1.600,00 Sr. Carlos Proprietário (11) 9465-6243 3 Rua Javaés, Vila Eldízia, Santo André/SP Transacão Terreno Misto 10,00 Plano 450,00 0,00 0,00 1,00 550.000,00 1.222,22 Miguel Betel Imobiliária (11) 4453-4838 4 Rua Javaés, Vila Eldízia, Santo André/SP Oferta Terreno Misto 10,00 Pequeno Declive 450,00 40,00 0,00 1,00 550.000,00 1.222,22 Jessen 5 Rua da Catequese Alt 1000, Vila Guiomar, Santo André/SP Oferta Terreno Misto 14,00 Plano 300,00 0,00 0,00 1,00 530.000,00 1.766,67 José Carlos Jardim Imobiliária (11) 4990-4288 6 Av Ramiro Coleoni Alt 530, Jardim Bela Vista, Santo André/SP Oferta Terreno Misto 7,00 Plano 247,00 0,00 0,00 1,00 460.000,00 1.862,35 Simone Trianon Imóveis (11) 4992-2999 7 Av Gilda, Santo André/SP Oferta Terreno Misto 15,00 Plano 658,00 0,00 0,00 1,00 1.200.000,00 1.823,71 Simone Trianon Imóveis (11) 4992-2999 8 Rua Javri, Vila Assunção, Santo André/SP Oferta Terreno Mista 10,00 Declive 1.860,00 0,00 0,00 1,00 2.418.000,00 1.300,00 Ludmilla Corretora (11) 9795-4009 9 Rua José Antonio Almeida Amazonas C/ Rua Itajubá, Vila Guiomar, Santo André/SP Oferta Terreno Misto 15,00 Plano 750,00 0,00 0,00 1,00 2.500.000,00 3.333,33 José Carlos Jardim Imobiliária (11) 4990-4288 Intermediário (11) 9616-3124 do Proprietário Hospital Brasil dez/12 COMPARISOS ADJUSTMENTS # ADRESS OFFERING TOPOGRAPHY ACCESS F. ZONE LOCATION AREA 1,00 1,00 UNIT VALUE AFTER FINAL UNIT VALUE AFTER ADJUSTMENT (R$/SQM) ADJUSTMENT (R$/SQM) SUBJECT PROPERTY _ Av. Cel. Fernando Prestes, 1177, Vila Assunção, Santo André/SP 1,00 1,00 1,00 1,00 _ _ COMPARISONS 1 Av Ramalho x R Ortiz, Vila Assunção, Santo André/SP 0,90 1,00 1,00 1,00 1,20 0,69 2 Rua Visconde de Mauá, Vila Assunção, Santo André/SP 0,90 1,00 1,00 1,00 1,30 0,58 1.300,22 1.300,22 3 Rua Javaés, Vila Eldízia, Santo André/SP 0,90 1,10 1,00 1,00 1,40 0,65 1.259,63 1.259,63 4 Rua Javaés, Vila Eldízia, Santo André/SP 0,90 1,10 1,00 1,00 1,40 0,65 1.259,63 1.259,63 5 Rua da Catequese Alt 1000, Vila Guiomar, Santo André/SP 0,90 1,00 1,00 1,00 1,40 0,61 1.611,05 1.611,05 6 Av Ramiro Coleoni Alt 530, Jardim Bela Vista, Santo André/SP 0,90 1,00 1,00 1,00 1,20 0,60 1.338,40 1.338,40 7 Av Gilda, Santo André/SP 0,90 1,00 1,00 1,00 1,20 0,68 1.439,45 1.439,45 8 Rua Javri, Vila Assunção, Santo André/SP 0,90 1,00 1,00 1,00 1,40 0,77 1.368,59 1.368,59 9 Rua José Antonio Almeida Amazonas C/ Rua Itajubá, Vila Guiomar, Santo André/SP 0,90 1,00 1,00 1,00 1,30 0,69 1.368,14 1.368,14 AVERAGE= Hospital Brasil dez/12 STATISTICAL PROCESSING Average Unit Value (R$ per sqm) 1.978,55 SAMPLE HANDLING Upper Limit (+30% ): 1.778,58 Lower Limit (-30% ): 957,70 Confidence Interval: 30% Number of Elements: 6 Adjusted Average (R$/m²): 1.368,14 SAMPLE HANDLING Upper Limit: 1.421,55 Lower Limit: 1.314,73 Confidence Interval: 7,77% Standard deviation: 124,59 t Student distribution: 1,13 Ratio (Deviation/Average): 0,09 Number of observations after adjustments: Adjusted Average Unit (R$/m²): 7 1.368,14 SALE MARKET VALUE SALE MARKET VALUE (R$): Final Unitary Value (R$/m²): 1.368,14 Area (m²): 15.000,00 20.522.000,00 Attachment IV - Valuation Specification - NBR 14,653-2/11 North West North West - Hospital Brasil dez/12 VALUATION SPECIFICATION - COMPARISON APPROACH TABELA 10 - GROUNDING DEGREE FOR THE USE OF REPLACEMENT COST APPROACH (ABNT NBR 14653-2:2011) ITEM DESCRIPTION RESULT SCORE COMPARATIVES AND SUBJECT PROPERTY CHARACTERISTICS Land Value Calculation Minimun of Grade I at "Grade Degree" in the Comparison Approach 1 2 Replacement Cost Calculation Minimun of Grade I at "Grade Degree" in the Replacement Cost Approach 1 3 Commercialization adjustment Commercialization adjustment justified 2 Total 4 TABELA 11- GROUDING DEGREE ("GRAU DE FUNDAMENTAÇÃO") FOR USE OF REPLACEMENT COST APPROACH (ABNT NBR 146532:2011) GRADEE III II I Minimun Number points 8 5 3 Item Obligation Item 2 and 4 with Grade III and others itens with grade II at Iten 2 na 4 with Grade II and others itens with Grade I at minimum All Itens with Grade I AS FOR GROUNDING, THE REPORT IS CLASSIFIED AS: GRADE I TABELA 5 - ACCURACY DEGREES OF ESTIMATE VALUE FOR USE OF TREATMENT FACTOR DESCRIÇÃO Confidence interval wide of 80% around the estimate value GRADE III II I <=30% <=40% <=50% Confidence Interval AS FOR GROUNDING, THE REPORT IS CLASSIFIED AS: 20,00% GRADE III